Common use of Reaffirmation Clause in Contracts

Reaffirmation. By executing and delivering a counterpart hereof, (i) Borrower hereby agrees that all Advances incurred by ▇▇▇▇▇▇▇▇ shall be secured by the Collateral pursuant to the applicable Loan Documents in accordance with the terms and provisions thereof and (ii) Borrower hereby (A) agrees that, notwithstanding the effectiveness of this Amendment, after giving effect to this Amendment, the Loan Documents continue to be in full force and effect, (B) agrees that all of the Liens and security interests created and arising under the Loan Documents remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Documents to secure such Secured Obligations, all as provided in the Loan Documents, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Agreement and the other Loan Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment).

Reaffirmation. By executing and delivering a counterpart hereof, Each of the Note Parties (i) Borrower hereby agrees that all Advances incurred by ▇▇▇▇▇▇▇▇ shall be secured by consents to the Collateral modification to the Existing Indenture pursuant to this Supplemental Indenture and the applicable Loan Documents in accordance with the terms and provisions thereof transactions contemplated thereby and (ii) Borrower hereby confirms its respective guarantees, pledges, grants of security interests and other obligations, as applicable, under and subject to the terms of each of the Note Documents to which it is party, and (Aiii) agrees that, notwithstanding the effectiveness of this AmendmentSupplemental Indenture or any of the transactions contemplated thereby, after giving effect such guarantees, pledges, grants of security interests and other obligations, and the terms of each of the Note Documents to this Amendmentwhich it is a party, the Loan Documents are not impaired or adversely affected in any manner whatsoever and shall continue to be in full force and effect, (B) agrees that effect and shall continue to guaranty and secure in accordance with their respective terms all of the Liens and security interests created and arising under Note Obligations as amended, restated, increased and/or extended. In furtherance of the Loan Documents remain in full force and effect on a continuous basisforegoing, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement Note Party (a) does hereby continue to grant to the extent provided inCollateral Agent, and subject to for the limitations and qualifications set forth inbenefit of the Secured Parties, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of a security interest in its assets all collateral (howsoever defined) described in any Security Document as Collateral security for the Note Obligations, as amended, restated, increased and/or extended pursuant to this Supplemental Indenture and (b) subject to the Loan Documents to secure such Secured Obligations, all as guarantee limitations provided in the Loan Note Documents, does hereby continue to jointly and acknowledges severally, unconditionally, absolutely, continually and agrees that such obligations, liabilities, guarantee, pledge irrevocably guarantee to the Trustee for the benefit of the Secured Parties the payment and grant continue performance in full force and effect in respect of, and to secure, such Secured Obligations under of the Loan Agreement and the other Loan Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment)Note Obligations.

Reaffirmation. By executing and delivering a counterpart hereof, (i) Borrower each Credit Party hereby agrees that that, as of the Second Amendment Effective Date and after giving effect to this Second Amendment, all Advances incurred by ▇▇▇▇▇▇▇▇ Obligations of the Borrower shall be secured by the Collateral guaranteed pursuant to the applicable Loan Documents Guarantee in accordance with the terms and provisions thereof and shall be secured pursuant to the Security Documents in accordance with the terms and provisions thereof; (ii) Borrower each Credit Party hereby (A) agrees that, notwithstanding the effectiveness of this Second Amendment, as of the Second Amendment Effective Date and after giving effect to this Second Amendment, the Loan Security Documents continue to be in full force and effect, (B) agrees as of the Second Amendment Effective Date that all of the Liens and security interests created and arising under the Loan Documents each Security Document remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness Obligations under the Loan Agreement Credit Documents (as modified hereby) to which it is a party, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Credit Documents (as amended by this Second Amendment) and (C) as of the Second Amendment Effective Date affirms and confirms all of its obligations, obligations and liabilities and indebtedness under the Loan Credit Agreement (as modified hereby) and each other Loan DocumentCredit Document (including this Second Amendment), in each case after giving effect to this Second Amendment, including its guarantee of the Obligations and the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Security Documents to secure such Secured Obligations, all as provided in the Loan Security Documents, and acknowledges and agrees that as of the Second Amendment Effective Date such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Credit Agreement (as modified hereby) and the other Loan Credit Documents, in each casecase after giving effect to this Second Amendment; and (iii) each Guarantor agrees that nothing in the Credit Agreement, this Second Amendment or any other Credit Document shall be deemed to require the consent of such Guarantor to any future amendment to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment)Credit Agreement.

Reaffirmation. By executing Each of the Reaffirming Parties hereby consents to the Incremental Agreement and delivering a counterpart hereofthe transactions contemplated thereby and hereby confirms its respective guarantees, pledges, grants of security interests and other obligations, as applicable, under and subject to the terms of each of the Loan Documents to which it is party (i) Borrower hereby agrees that all Advances incurred by ▇▇▇▇▇▇▇▇ shall be secured including the Guarantee and Collateral Agreement, as amended by the Collateral pursuant to the applicable Loan Documents in accordance with the terms 2011 Amendment Agreement), and provisions thereof and (ii) Borrower hereby (A) agrees that, notwithstanding the effectiveness of this Amendmentthe Incremental Agreement, after giving effect to this Amendmentsuch guarantees, pledges, grants of security interests and other obligations, and the terms of each of the Loan Documents to which it is a party, are not impaired or affected in any manner whatsoever and shall continue to be in full force and effecteffect and, upon the consummation of the transactions contemplated by the Incremental Agreement, shall also secure all Obligations of each of the Reaffirming Parties under the 2011 Credit Agreement, as amended, reaffirmed and increased pursuant to the Incremental Agreement. Each of the Reaffirming Parties acknowledges that (i) the Incremental Lenders providing Tranche B-3 Term Loans pursuant to the Incremental Agreement are “Lenders” and “Secured Parties” for all purposes under the Loan Documents, (Bii) agrees that all the Tranche B-3 Term Loans being provided to the Borrower pursuant to the Incremental Agreement are “Loans” and “Incremental Term Loans” and constitute part of the Liens and security interests created and arising “Obligations” for all purposes under the Loan Documents remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment) and (Ciii) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Documents to secure such Secured Obligations, all as provided in the Loan Documents, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Agreement 2011 Credit Agreement, as affected by the Incremental Agreement, are “Guarantor Obligations” and “Borrower Obligations,” as applicable, under the other Loan Documents, in each case, to the extent provided in, Guarantee and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment)Collateral Agreement.

Reaffirmation. By executing and delivering a counterpart hereof, (i) Borrower hereby agrees that all Advances incurred by ▇▇▇▇▇▇▇▇ shall be secured by the Collateral pursuant to the applicable Loan Documents in accordance with the terms and provisions thereof and (ii) Borrower hereby (A) agrees that, notwithstanding the effectiveness of this Amendment, after giving effect to this Amendment, the Loan Documents continue to be in full force and effect, (B) agrees that all of the Liens and security interests created and arising under the Loan Documents remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Documents to secure such Secured Obligations, all as provided in the Loan Documents, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Agreement and the other Loan Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment).. ny-2659054

Reaffirmation. By executing and delivering a counterpart hereof, Each of the Note Parties (i) Borrower hereby agrees that all Advances incurred by ▇▇▇▇▇▇▇▇ shall be secured by consents to the Collateral modification to the Existing Indenture pursuant to this Supplemental Indenture and the applicable Loan Documents in accordance with the terms and provisions thereof transactions contemplated thereby and (ii) Borrower other than the Released Guarantor hereby confirms its respective guarantees, pledges, grants of security interests and other obligations, as applicable, under and subject to the terms of each of the Note Documents to which it is party, and (Aiii) agrees that, notwithstanding the effectiveness of this AmendmentSupplemental Indenture or any of the transactions contemplated thereby, after giving effect such guarantees, pledges, grants of security interests and other obligations, and the terms of each of the Note Documents to this Amendmentwhich it is a party, the Loan Documents are not impaired or adversely affected in any manner whatsoever and shall continue to be in full force and effect, (B) agrees that effect and shall continue to guaranty and secure in accordance with their respective terms all of the Liens and security interests created and arising under Note Obligations as amended, restated, increased and/or extended. In furtherance of the Loan Documents remain in full force and effect on a continuous basisforegoing, and each Note Party, other than the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basisReleased Guarantor, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement (a) does hereby continue to grant to the extent provided inCollateral Agent, and subject to for the limitations and qualifications set forth inbenefit of the Secured Parties, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of a security interest in its assets all collateral (howsoever defined) described in any Security Document (other than any Security Document governed by German law that has been, or is required to be, notarized) as Collateral security for the Note Obligations, as amended, restated, increased and/or extended pursuant to this Supplemental Indenture and (b) subject to the Loan Documents to secure such Secured Obligations, all as guarantee limitations provided in the Loan DocumentsGuaranty, does hereby continue to jointly and acknowledges severally, unconditionally, absolutely, continually and agrees that such obligations, liabilities, guarantee, pledge irrevocably guarantee to the Trustee for the benefit of the Secured Parties the payment and grant continue performance in full force and effect in respect of, and to secure, such Secured Obligations under of the Loan Agreement and the other Loan Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment)Note Obligations.

Reaffirmation. By executing and delivering a counterpart hereof, (i) Borrower hereby agrees that all Advances incurred by ▇▇▇▇▇▇▇▇ shall be secured by the Collateral pursuant to the applicable Loan Documents in accordance with the terms and provisions thereof and (ii) The Borrower hereby (Aa) agrees that, notwithstanding the effectiveness occurrence of this Amendmentthe First Amendment Effective Date, after giving effect to this Amendmenteach of the guarantees, the Loan Documents Security Agreement and each of the Negative Pledge Agreement, the Borrower DACA continue to be in full force and effecteffect and are not impaired or adversely affected in any manner whatsoever, (Bb) agrees that all confirms its guarantee of the Liens Obligations and security interests created and arising under the Loan Documents remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Documents to secure such Secured Obligationstherefor, all as provided in the Loan Documents, Documents as originally executed and (c) acknowledges and agrees that such obligations, liabilities, guarantee, pledge guarantee and grant continue continues in full force and effect in respect of, and to secure, such Secured the Obligations under the Loan Amended Agreement and the other Loan Documents. In furtherance of the foregoing, in each case, the Borrower does hereby grant to the extent Collateral Agent a security interest in all collateral described in the Amended Agreement and any other Loan Document as security for the Obligations, as amended, restated, increased and/or extended pursuant to this Amendment. (i) The Guarantors hereby (a) agree that, notwithstanding the occurrence of the First Amendment Effective Date, each of the guarantees, the Security Agreement and each of the Negative Pledge Agreement, the Mezz DACA continue to be in full force and effect and are not impaired or adversely affected in any manner whatsoever, (b) confirms its guarantee of the Obligations and its grant of a security interest in its assets as Collateral therefor, all as provided inin the Loan Documents as originally executed and (c) acknowledges that such guarantee and grant continues in full force and effect in respect of, and subject to secure, the Obligations under the Amended Agreement and the other Loan Documents. In furtherance of the foregoing, each Guarantor does hereby grant to the limitations Collateral Agent a security interest in all collateral described in the Amended Agreement and qualifications set forth inany other Loan Document as security for the Obligations, such Loan Documents (as amended by amended, restated, increased and/or extended pursuant to this Amendment).

Reaffirmation. By executing and delivering a counterpart hereof, (i) Borrower each Credit Party hereby agrees that that, as of the Fourth Amendment Effective Date and after giving effect to this Fourth Amendment, all Advances incurred by ▇▇▇▇▇▇▇▇ Obligations of the Borrower shall be secured by the Collateral guaranteed pursuant to the applicable Loan Documents Guarantee in accordance with the terms and provisions thereof and shall be secured pursuant to the Security Documents in accordance with the terms and provisions thereof; (ii) Borrower each Credit Party hereby (A) agrees that, notwithstanding the effectiveness of this Fourth Amendment, as of the Fourth Amendment Effective Date and after giving effect to this Fourth Amendment, the Loan Security Documents continue to be in full force and effect, (B) agrees as of the Fourth Amendment Effective Date that all of the Liens and security interests created and arising under the Loan Documents each Security Document remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness Obligations under the Loan Agreement Credit Documents (as modified hereby) to which it is a party, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Credit Documents (as amended by this Fourth Amendment) and (C) as of the Fourth Amendment Effective Date affirms and confirms all of its obligations, obligations and liabilities and indebtedness under the Loan Credit Agreement (as modified hereby) and each other Loan DocumentCredit Document (including this Fourth Amendment), in each case after giving effect to this Fourth Amendment, including its guarantee of the Obligations and the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Security Documents to secure such Secured Obligations, all as provided in the Loan Security Documents, and acknowledges and agrees that as of the Fourth Amendment Effective Date such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Credit Agreement (as modified hereby) and the other Loan Credit Documents, in each casecase after giving effect to this Fourth Amendment; and (iii) each Guarantor agrees that nothing in the Credit Agreement, this Fourth Amendment or any other Credit Document shall be deemed to require the consent of such Guarantor to any future amendment to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment)Credit Agreement.

Reaffirmation. By executing and delivering a counterpart hereof, Each Loan Party hereby (i) Borrower hereby agrees that expressly reaffirms and assumes all Advances incurred by ▇▇▇▇▇▇▇▇ shall be secured by of its obligations and liabilities to Administrative Agent and the Lenders as set forth in the Credit Agreement, the Collateral Documents and the other Loan Documents (in each case, as the same have been amended by this Amendment or as otherwise amended, amended and restated, supplemented or otherwise modified) (collectively, the “Reaffirmed Documents”) and agrees to be bound by and abide by and operate and perform under and pursuant to and comply fully with all of the applicable Loan terms, conditions, provisions, agreements, representations, undertakings, warranties, indemnities, grants of security interests and covenants contained in the Reaffirmed Documents in accordance with as though such Reaffirmed Documents were being re-executed on the date hereof, except to the extent that such terms and provisions thereof expressly relate to an earlier date; and (ii) Borrower hereby (A) agrees thatacknowledges, notwithstanding the effectiveness of this Amendmentratifies, after giving effect to this Amendmentconfirms and reaffirms without condition, the Loan Documents continue to be in full force and effect, (B) agrees that all of the Liens and security interests created and arising under the Loan Documents remain in full force and effect on a continuous basisgranted to Administrative Agent, for its benefit and the perfected status and priority benefit of each such Lien and security interest continues in full force and effect on a continuous basisLenders, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Reaffirmed Documents to secure such Secured Obligations, all as provided in the Loan Documents, and acknowledges and agrees that all of such obligations, liabilities, guarantee, pledge Liens and grant security interests are intended and shall be deemed and construed to continue in full force and effect in respect of, and to secure, such Secured secure the Obligations under the Loan Agreement and the other Loan Reaffirmed Documents, as amended, restated, supplemented or otherwise modified and in each caseeffect from time to time, to including but not limited to, all extensions, renewals, refinancing, amendments or modifications of any of the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment)foregoing.

Reaffirmation. By executing and delivering a counterpart hereof, (i) Borrower each Credit Party hereby agrees that that, as of the Ninth Amendment Effective Date and after giving effect to this Ninth Amendment and the transactions contemplated hereby, all Advances incurred by ▇▇▇▇▇▇▇▇ Obligations of the Borrower (including, without limitation, the Revolving Credit Exposure with respect to the 2019 Incremental Revolving Credit Commitment) shall be secured by the Collateral guaranteed pursuant to the applicable Loan Documents Guarantee in accordance with the terms and provisions thereof and shall be secured pursuant to the Security Documents in accordance with the terms and provisions thereof; (ii) Borrower each Credit Party hereby (A) agrees that, notwithstanding the effectiveness of this Ninth Amendment, as of the Ninth Amendment Effective Date and after giving effect to this Amendmentthereto, the Loan Security Documents continue to be in full force and effect, (B) agrees that that, as of the Ninth Amendment Effective Date and after giving effect to this Ninth Amendment and the transactions contemplated hereby, all of the Liens and security interests created and arising under the Loan Documents each Security Document to which it is a party remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness Obligations under the Loan Agreement Credit Documents (as modified hereby) to which it is a party, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Credit Documents (as amended by this Amendmentmodified hereby) and (C) affirms and confirms all of its obligations, obligations and liabilities and indebtedness under the Loan Credit Agreement and each other Loan DocumentCredit Document (as modified hereby) to which it is a party, in each case after giving effect to this AmendmentNinth Amendment and the transactions contemplated hereby, including its guarantee of the Obligations and the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Security Documents (as modified hereby) to which it is a party to secure such Secured Obligations, all as provided in the Loan DocumentsSecurity Documents (as modified hereby), and acknowledges and agrees that that, as of the Ninth Amendment Effective Date, such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Credit Agreement and the other Loan Credit Documents, in each casecase after giving effect to this Ninth Amendment and the 2019 Revolving Commitment Increase effected hereby and the other transactions contemplated hereby; and (iii) each Guarantor agrees that nothing in the Credit Agreement, this Ninth Amendment or any other Credit Document shall be deemed to require the consent of such Guarantor to any future amendment to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment)Credit Agreement.

Reaffirmation. By executing and delivering a counterpart hereof, (i) Borrower Each of the Loan Parties hereby agrees that all Advances incurred by ▇▇▇▇▇▇▇▇ shall be secured by the Collateral pursuant consents to the applicable amendment of the Credit Agreement described in Section 1 of this Amendment and hereby confirms its respective obligations, as applicable, under and subject to the terms of each of the Loan Documents in accordance with the terms to which it is party, and provisions thereof confirms, agrees and (ii) Borrower hereby (A) agrees acknowledges that, notwithstanding the effectiveness consummation of this Amendment, after giving effect such obligations, and the terms of each of the Loan Documents to which it is a party, except as expressly modified by this Amendment, the Loan Documents are not affected or impaired in any manner whatsoever and shall continue to be in full force and effect, (B) agrees that all . Each of the Liens Loan Parties hereby further confirms its respective prior pledges and grants of security interests created under and arising under subject to the Loan Documents remain to which it is a party, and confirms, agrees and acknowledges that, notwithstanding the consummation of this Amendment, such prior guarantees, pledges, and grants of security interests are not affected or impaired in any manner whatsoever and shall continue to be in full force and effect on a continuous basis, and the perfected status shall also guarantee and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (secure all obligations as amended by this Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of a security interest in its assets as Collateral reaffirmed pursuant to the Loan Documents to secure such Secured Obligations, all as provided in Credit Agreement and this Amendment. Each of the Loan DocumentsParties confirms, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge the 2020 Term A Lenders are “Lenders” and grant continue in full force and effect in respect of, and to secure, such “Secured Obligations Parties” for all purposes under the Loan Documents. For the avoidance of doubt, each Loan Party hereby reaffirms the provisions of Section 2.1 of the Security Agreement and agrees that all references in the other Loan Documents, in each case, Security Agreement to the extent provided in, and subject to “Secured Obligations” shall include the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment)2020 Term A Loans.

Reaffirmation. By executing and delivering a counterpart hereof, (i) each Borrower hereby agrees that all Advances Loans incurred by ▇▇▇▇▇▇▇▇ the Borrowers (including, without limitation, the 2013 New First-Lien Term Loans incurred by the US Borrower, the 2013 Converted Existing First-Lien Term Loans and the 2013 Converted Extended First-Lien Term Loans incurred pursuant to the 2013 Term Loan Conversion) and all Revolving Credit Exposure (including, without limitation, Revolving Credit Exposure incurred pursuant to the 2013 Extended Revolving Credit Commitments) shall be guaranteed pursuant to the First-Lien Guarantee and Collateral Agreement (as amended hereby) in accordance with the terms and provisions thereof and shall be secured by the Collateral pursuant to the applicable Loan First-Lien Security Documents (as amended hereby) in accordance with the terms and provisions thereof and (ii) each Borrower and each other Loan Party hereby (A) agrees that, notwithstanding the effectiveness of this Second Amendment, after giving effect to this Second Amendment, the Loan First-Lien Security Documents continue to be in full force and effect, effect and (B) agrees that all of the Liens and security interests created and arising under the Loan Documents remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, obligations and liabilities and indebtedness under the Loan Credit Agreement and each other Loan DocumentDocument (including the 2013 New First-Lien Term Loans, the 2013 Converted Existing First-Lien Term Loans, the 2013 Converted Extended First-Lien Term Loans and the Revolving Credit Exposure related to the 2013 Extended Revolving Credit Commitments), in each case after giving effect to this Second Amendment, including its guarantee of the Obligations and the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Security Documents (as amended hereby) to secure such Secured Obligations, all as provided in the Loan DocumentsSecurity Documents (as amended hereby), and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Credit Agreement and the other Loan Documents, in each case, case after giving effect to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Second Amendment).

Reaffirmation. By executing and delivering a counterpart hereof, (i) Borrower each Loan Party hereby agrees that that, as of the Third Amendment Effective Date and after giving effect to this Third Amendment, all Advances incurred by ▇▇▇▇▇▇▇▇ Obligations of the Borrower shall be secured by the Collateral guaranteed pursuant to the applicable Loan Documents Guarantee Agreement in accordance with the terms and provisions thereof and shall be secured pursuant to the Security Documents in accordance with the terms and provisions thereof; and (ii) Borrower each Loan Party hereby (A) agrees that, notwithstanding the effectiveness of this Third Amendment, as of the Third Amendment Effective Date and after giving effect to this Third Amendment, the Loan Security Documents continue to be in full force and effect, (B) agrees as of the Third Amendment Effective Date that all of the Liens and security interests created and arising under the Loan Documents each Security Document remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness all Obligations under the Loan Agreement to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendmentmodified hereby) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of which it is a security interest in its assets as Collateral pursuant to the Loan Documents to secure such Secured Obligations, all as provided in the Loan Documents, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Agreement and the other Loan Documentsparty, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Third Amendment)) and (C) as of the Third Amendment Effective Date, affirms and confirms all of its obligations and liabilities under the Amended Credit Agreement and each other Loan Document (including this Third Amendment) to which it is a party, in each case, after giving effect to this Third Amendment, including its guarantee of the Obligations and the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Security Documents to secure such Obligations, all as provided in the Security Documents, and acknowledges and agrees that as of the Third Amendment Effective Date such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Obligations under the Amended Credit Agreement and the other Loan Documents, in each case after giving effect to this Third Amendment.

Reaffirmation. By executing The parties hereto acknowledge and delivering a counterpart hereof, agree that (i) this Fifth Amendment, any other Loan Document or other document or instrument executed and delivered in connection herewith do not constitute a novation, or termination of the obligations of the Borrower hereby agrees that all Advances incurred by ▇▇▇▇▇▇▇▇ shall be secured by and the Collateral pursuant Subsidiary Guarantors under the Credit Agreement as in effect prior to the applicable Loan Documents in accordance with Fifth Amendment Effective Date (collectively, the terms and provisions thereof “Obligations”) and (ii) such Obligations are in all respects continuing (as amended by this Fifth Amendment) with only the terms thereof being modified to the extent provided in this Fifth Amendment. Each of the Borrower and the Subsidiary Guarantors hereby (A) consents to the entering into the Fifth Amendment and each of the transactions contemplated hereby, confirms its respective guarantees, pledges, grants of security interests, Liens and other obligations, as applicable, under and subject to the terms of the Security Documents to which it is a party and each of the other Loan Documents to which it is party, and agrees that, notwithstanding the effectiveness of this Amendmentthe Fifth Amendment or any of the transactions contemplated hereby, after giving effect such guarantees, pledges, grants of security interests, Liens and other obligations, and the terms of each of the other Security Documents to this Amendment, which it is a party and each of the other Loan Documents to which it is a party, are not impaired or affected in any manner whatsoever and shall continue to be in full force and effect, (B) agrees that effect and shall continue to secure all of the Liens and security interests created and arising under the Loan Documents remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischargedGuaranteed Obligations, as collateral security for its obligationsamended, liabilities reaffirmed and indebtedness under the Loan Agreement to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of a security interest in its assets as Collateral modified pursuant to the Loan Documents to secure such Secured Obligations, all as provided in Fifth Amendment or any of the Loan Documents, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Agreement and the other Loan Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment)transactions contemplated thereby.

Reaffirmation. By executing and delivering a counterpart hereof, Each Loan Party hereby (i) Borrower hereby agrees that expressly reaffirms and assumes all Advances incurred by ▇▇▇▇▇▇▇▇ shall be secured by of its obligations and liabilities to Administrative Agent and the Lenders as set forth in the Credit Agreement, the Collateral Documents and the other Loan Documents (in each case, as the same have been amended by this Amendment or as otherwise amended, amended and restated, supplemented or otherwise modified) (collectively, the “Reaffirmed Documents”) and agrees to be bound by and abide by and operate and perform under and pursuant to and comply fully with all of the applicable Loan terms, conditions, provisions, agreements, representations, undertakings, warranties, indemnities, grants of security interests and covenants contained in the Reaffirmed Documents in accordance with as though such Reaffirmed Documents were being re-executed on the date hereof, except to the extent that such terms and provisions thereof expressly relate to an earlier date; and (ii) Borrower hereby (A) agrees thatacknowledges, notwithstanding the effectiveness of this Amendmentratifies, after giving effect to this Amendmentconfirms and reaffirms without condition, the Loan Documents continue to be in full force and effect, (B) agrees that all of the Liens and security interests created and arising under the Loan Documents remain in full force and effect on a continuous basisgranted to Administrative Agent, for its benefit and the perfected status and priority benefit of each such Lien and security interest continues in full force and effect on a continuous basisLenders, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Reaffirmed Documents to secure such Secured Obligations, all as provided in the Loan Documents, and acknowledges and agrees that all of such obligations, liabilities, guarantee, pledge Liens and grant security interests are intended and shall be deemed and construed to continue in full force and effect in respect of, and to secure, such Secured secure the Obligations under the Loan Agreement and the other Loan Reaffirmed Documents, as amended, restated, supplemented or otherwise modified and in each case, effect from time to the extent provided intime, and subject to all extensions, renewals, refinancing, amendments or modifications of any of the limitations foregoing. Without limiting the foregoing, each Loan Party, Administrative Agent and qualifications set forth in, such Loan Documents each Lender expressly acknowledges and reaffirms Section 3 (as amended by this Waiver) of the Second Amendment).

Reaffirmation. By executing and delivering a counterpart hereof, (i) Borrower hereby agrees that all Advances incurred by ▇▇▇▇▇▇▇▇ shall be secured by the Collateral pursuant to the applicable Loan Documents in accordance with the terms and provisions thereof and (ii) Borrower hereby (A) agrees that, notwithstanding the effectiveness of this Amendment, after giving effect to this Amendment, the Loan Documents continue to be in full force and effect, (B) agrees that all of the Liens and security interests created and arising under the Loan Documents remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Documents to secure such Secured Obligations, all as provided in the Loan Documents, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Agreement and the other Loan Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment).. [Signature Page Follows]

Reaffirmation. By executing Notwithstanding the effectiveness of this Amendment and delivering a counterpart hereofthe transactions contemplated hereby, (i) each of Holdings, the Borrower hereby and each of the Subsidiaries of the Borrower party hereto (collectively, the “Specified Parties”) acknowledges and agrees that all Advances incurred by ▇▇▇▇▇▇▇▇ shall be secured by the Collateral pursuant to the applicable Loan Documents in accordance with the terms and provisions thereof and (ii) Borrower hereby that, (A) agrees that, notwithstanding the effectiveness of this Amendment, after giving effect each Loan Document to this Amendment, the Loan Documents continue to be in full force which it is a party is hereby confirmed and effect, (B) agrees that all of the Liens ratified and security interests created and arising under the Loan Documents shall remain in full force and effect on a continuous basisaccording to its respective terms (in the case of the Credit Agreement, as amended hereby) including, for the avoidance of doubt, any Loan Document executed by any Specified Party when such Specified Party was not in good standing in its state of organization or formation and (B) the Collateral Documents do, and all of the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement to the extent provided inCollateral does, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendmentshall continue to, including secure the pledge payment of and/or grant of a all Secured Obligations on the terms and conditions set forth in the Collateral Documents, and each Specified Party hereby ratifies the security interest in its assets as Collateral interests granted by it pursuant to the Loan Collateral Documents to secure such Secured Obligations, all as provided in the Loan Documents, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Agreement and the other Loan Documents, in each caseand, to the extent provided inapplicable, each of E-Commerce Exchange, Inc., 1st National Processing, Inc. and iPayment of California, LLC hereby grants, pledges and assigns to the Administrative Agent, for the benefit of the holders of the Secured Obligations a continuing security interest in the Collateral (as defined in the Security Agreement) and the Pledged Collateral (as defined in the Pledge Agreement) in accordance with the terms of the Collateral Documents, and subject (ii) each Specified Party (other than the Borrower) hereby confirms and ratifies its continuing unconditional obligations as Guarantor under the Guaranty and, to the limitations extent applicable, each of E-Commerce Exchange, Inc., 1st National Processing, Inc. and qualifications set forth iniPayment of California, such Loan Documents (as amended by this Amendment)LLC hereby guarantees the prompt payment of the Obligations in accordance with the terms of the Guaranty.

Reaffirmation. By executing and delivering a counterpart hereof, (i) each of the Borrower and the Subsidiary Guarantors party hereto hereby agrees that all Advances Loans incurred by ▇▇▇▇▇▇▇▇ the Borrower shall be guaranteed pursuant to the Guarantee and Collateral Agreement in accordance with the terms and provisions thereof and shall be secured by the Collateral pursuant to the applicable Loan Security Documents in accordance with the terms and provisions thereof and (ii) each of the Borrower and the Subsidiary Guarantors party hereto hereby (A) agrees that, notwithstanding the effectiveness of this Eighth Amendment, after giving effect to this Eighth Amendment, the Loan Security Documents continue to be in full force and effect, (B) agrees that all of the Liens and security interests created and arising under the Loan Documents each Security Document remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Credit Agreement and under its guarantees in the Loan Agreement Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Eighth Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Credit Agreement and each other Loan Document, in each case after giving effect to this Eighth Amendment, including its guarantee of the Obligations and the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Security Documents to secure such Secured Obligations, all as provided in the Loan Security Documents, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Credit Agreement and the other Loan Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Eighth Amendment).

Reaffirmation. By executing and delivering a counterpart hereof, (i) Borrower each Credit Party hereby agrees that that, as of the Third Amendment Effective Date and after giving effect to this Third Amendment, all Advances incurred by ▇▇▇▇▇▇▇▇ Obligations of the Borrower shall be secured by the Collateral guaranteed pursuant to the applicable Loan Documents Guaranty in accordance with the terms and provisions thereof and shall be secured pursuant to the Collateral Documents in accordance with the terms and provisions thereof; (ii) Borrower each Credit Party hereby (A) agrees that, notwithstanding the effectiveness of this Third Amendment, as of the Third Amendment Effective Date and after giving effect to this Third Amendment, the Loan Collateral Documents continue to be in full force and effect, (B) agrees as of the Third Amendment Effective Date that all of the Liens and security interests created and arising under the Loan Documents each Collateral Document remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness Obligations under the Loan Agreement Credit Documents (as modified hereby) to which it is a party, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Credit Documents (as amended by this Third Amendment) and (C) as of the Third Amendment Effective Date affirms and confirms all of its obligations, obligations and liabilities and indebtedness under the Loan Credit Agreement (as modified hereby) and each other Loan DocumentCredit Document (including this Third Amendment), in each case after giving effect to this Third Amendment, including its guarantee of the Obligations and the pledge of and/or grant of a security interest in its assets as constituting Collateral pursuant to the Loan Collateral Documents to secure such Secured Obligations, all as provided in the Loan Collateral Documents, and acknowledges and agrees that as of the Third Amendment Effective Date such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Credit Agreement (as modified hereby) and the other Loan Credit Documents, in each casecase after giving effect to this Third Amendment; and (iii) each Guarantor agrees that nothing in the Credit Agreement, this Third Amendment or any other Credit Document shall be deemed to require the consent of such Guarantor to any future amendment to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment)Credit Agreement.

Reaffirmation. By executing and delivering a counterpart hereof, (i) Borrower each Credit Party hereby agrees that that, as of the Seventeenth Amendment Effective Date and after giving effect to this Seventeenth Amendment and the transactions contemplated hereby, all Advances incurred by ▇▇▇▇▇▇▇▇ Obligations of the Borrower shall be secured by the Collateral guaranteed pursuant to the applicable Loan Documents Guarantee in accordance with the terms and provisions thereof and shall be secured pursuant to the Security Documents in accordance with the terms and provisions thereof; (ii) Borrower each Credit Party hereby (A) agrees that, notwithstanding the effectiveness of this Seventeenth Amendment, as of the Seventeenth Amendment Effective Date and after giving effect to this Amendmentthereto, the Loan Security Documents continue to be in full force and effect, (B) agrees that that, as of the Seventeenth Amendment Effective Date and after giving effect to this Seventeenth Amendment and the transactions contemplated hereby, all of the Liens and security interests created and arising under the Loan Documents each Security Document to which it is a party remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness Obligations under the Loan Agreement Credit Documents (as modified hereby) to which it is a party, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Credit Documents (as amended by this Amendmentmodified hereby) and (C) affirms and confirms all of its obligations, obligations and liabilities and indebtedness under the Loan Credit Agreement and each other Loan DocumentCredit Document (as modified hereby) to which it is a party, in each case after giving effect to this AmendmentSeventeenth Amendment and the transactions contemplated hereby, including its guarantee of the Obligations and the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Security Documents (as modified hereby) to which it is a party to secure such Secured Obligations, all as provided in the Loan DocumentsSecurity Documents (as modified hereby), and acknowledges and agrees that that, as of the Seventeenth Amendment Effective Date, such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Credit Agreement and the other Loan Credit Documents, in each casecase after giving effect to this Seventeenth Amendment effected hereby and the other transactions contemplated hereby; and (iii) each Guarantor agrees that nothing in the Credit Agreement, this Seventeenth Amendment or any other Credit Document shall be deemed to require the consent of such Guarantor to any future amendment to the extent provided inCredit Agreement (as modified hereby). This Seventeenth Amendment shall not extinguish the obligations of the parties outstanding under the Security Documents or discharge, release or otherwise change the priority of any Lien on any Collateral pursuant to any of the Security Documents. Nothing herein contained shall be construed as a substitution or novation of the obligations, guarantees and liabilities outstanding under the Security Documents, and subject it is the intent of the parties hereto to confirm that all of the limitations respective obligations of each of the Borrower and qualifications set forth in, such Loan each other Credit Party under the Security Documents (as amended by this Amendment)to which it is a party shall continue in full force and effect.

Reaffirmation. By executing The parties hereto acknowledge and delivering a counterpart hereof, agree that (i) this Ninth Amendment and any other Loan Document or other document or instrument executed and delivered in connection herewith do not constitute a novation or termination of the Guaranteed Obligations of the Borrower hereby agrees that all Advances incurred by ▇▇▇▇▇▇▇▇ shall be secured by and the Collateral pursuant Subsidiary Guarantors as in effect prior to the applicable Loan Documents in accordance with the terms and provisions thereof Amendment Effective Date and (ii) such Guaranteed Obligations are in all respects continuing (as amended by this Ninth Amendment) with only the terms thereof being modified to the extent provided in this Ninth Amendment. Each of the Borrower and the Subsidiary Guarantors hereby (A) consents to the entering into of this Ninth Amendment and each of the transactions contemplated hereby, confirms its respective guarantees, pledges, grants of security interests, Liens and other obligations, as applicable, under and subject to the terms of the Security Documents to which it is a party and each of the other Loan Documents to which it is party, and agrees that, notwithstanding the effectiveness of this AmendmentNinth Amendment or any of the transactions contemplated hereby, after giving effect such guarantees, pledges, grants of security interests, Liens and other obligations, and the terms of each of the other Security Documents to this Amendment, which it is a party and each of the other Loan Documents to which it is a party, are not impaired or affected in any manner whatsoever and shall continue to be in full force and effecteffect and shall continue to secure all Guaranteed Obligations, (B) agrees that all as amended, reaffirmed and modified pursuant to this Ninth Amendment or any of the Liens and security interests created and arising under the Loan Documents remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Documents to secure such Secured Obligations, all as provided in the Loan Documents, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Agreement and the other Loan Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment).transactions contemplated thereby. ||

Reaffirmation. By executing The parties hereto acknowledge and delivering a counterpart hereof, agree that (i) Borrower hereby agrees that all Advances incurred by ▇▇▇▇▇▇▇▇ shall be secured by this Sixteenth Amendment and any other Loan Document or other document or instrument executed and delivered in connection herewith do not constitute a novation or termination of the Collateral pursuant Guaranteed Obligations of the Borrowers and the Subsidiary Guarantors as in effect prior to the applicable Loan Documents in accordance with the terms and provisions thereof Amendment Effective Date and (ii) Borrower such Guaranteed Obligations are in all respects continuing (as amended by this Sixteenth Amendment) with only the terms thereof being modified to the extent provided in this Sixteenth Amendment. Each of the Borrowers and the Subsidiary Guarantors hereby (A) consents to the entering into of this Sixteenth Amendment and each of the transactions contemplated hereby, confirms its respective guarantees, pledges, grants of security interests, Liens and other obligations, as applicable, under and subject to the terms of the Security Documents to which it is a party and each of the other Loan Documents to which it is party, and agrees that, notwithstanding the effectiveness of this AmendmentSixteenth Amendment or any of the transactions contemplated hereby, after giving effect such guarantees, pledges, grants of security interests, Liens and other obligations, and the terms of each of the other Security Documents to this Amendment, which it is a party and each of the other Loan Documents to which it is a party, are not impaired or affected in any manner whatsoever and shall continue to be in full force and effecteffect and shall continue to secure all Guaranteed Obligations, (B) agrees that all as amended, reaffirmed and modified pursuant to this Sixteenth Amendment or any of the Liens and security interests created and arising under the Loan Documents remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Documents to secure such Secured Obligations, all as provided in the Loan Documents, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Agreement and the other Loan Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment)transactions contemplated thereby.

Reaffirmation. By executing and delivering a counterpart hereof, (i) Borrower hereby agrees that all Advances incurred by ▇▇▇▇▇▇▇▇ Borrower (including, without limitation, the 2020 Term Loan Advances) shall be secured by the Collateral pursuant to the applicable Loan Documents in accordance with the terms and provisions thereof and (ii) Borrower hereby (A) agrees that, notwithstanding the effectiveness of this Amendment, after giving effect to this Amendment, the Loan Documents continue to be in full force and effect, (B) agrees that all of the Liens and security interests created and arising under the Loan Documents remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Documents to secure such Secured Obligations, all as provided in the Loan Documents, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Agreement and the other Loan Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment).

Reaffirmation. By executing The parties hereto acknowledge and delivering a counterpart hereof, agree that (i) this Seventh Amendment and any other Loan Document or other document or instrument executed and delivered in connection herewith do not constitute a novation or termination of the Guaranteed Obligations of the Borrower hereby agrees that all Advances incurred by ▇▇▇▇▇▇▇▇ shall be secured by and the Collateral pursuant Subsidiary Guarantors as in effect prior to the applicable Loan Documents in accordance with the terms and provisions thereof Amendment Effective Date and (ii) such Guaranteed Obligations are in all respects continuing (as amended by this Seventh Amendment) with only the terms thereof being modified to the extent provided in this Seventh Amendment. Each of the Borrower and the Subsidiary Guarantors hereby (A) consents to the entering into of this Seventh Amendment and each of the transactions contemplated hereby, confirms its respective guarantees, pledges, grants of security interests, Liens and other obligations, as applicable, under and subject to the terms of the Security Documents to which it is a party and each of the other Loan Documents to which it is party, and agrees that, notwithstanding the effectiveness of this AmendmentSeventh Amendment or any of the transactions contemplated hereby, after giving effect such guarantees, pledges, grants of security interests, Liens and other obligations, and the terms of each of the other Security Documents to this Amendment, which it is a party and each of the other Loan Documents to which it is a party, are not impaired or affected in any manner whatsoever and shall continue to be in full force and effecteffect and shall continue to secure all Guaranteed Obligations, (B) agrees that all as amended, reaffirmed and modified pursuant to this Seventh Amendment or any of the Liens and security interests created and arising under the Loan Documents remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Documents to secure such Secured Obligations, all as provided in the Loan Documents, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Agreement and the other Loan Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment).transactions contemplated thereby. [Signature pages follow] |US-DOCS\139900171.7||

Reaffirmation. By executing and delivering a counterpart hereof, (i) each of the Borrower and the Subsidiary Guarantors party hereto hereby agrees that all Advances Loans incurred by ▇▇▇▇▇▇▇▇ the Borrower shall be guaranteed pursuant to the Guarantee and Collateral Agreement in accordance with the terms and provisions thereof and shall be secured by the Collateral pursuant to the applicable Loan Security Documents in accordance with the terms and provisions thereof and (ii) each of the Borrower and the Subsidiary Guarantors party hereto hereby (A) agrees that, notwithstanding the effectiveness of this Tenth Amendment, after giving effect to this Tenth Amendment, the Loan Security Documents continue to be in full force and effect, (B) agrees that all of the Liens and security interests created and arising under the Loan Documents each Security Document remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Credit Agreement and under its guarantees in the Loan Agreement Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Tenth Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Credit Agreement and each other Loan Document, in each case after giving effect to this Tenth Amendment, including its guarantee of the Obligations and the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Security Documents to secure such Secured Obligations, all as provided in the Loan Security Documents, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Credit Agreement and the other Loan Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Tenth Amendment).

Reaffirmation. By executing and delivering a counterpart hereof, (i) Borrower hereby agrees Each of the Obligors acknowledges that all Advances incurred by ▇▇▇▇▇▇▇▇ shall be secured by the Liens granted to the Administrative Agent under the Security Documents in the Collateral pursuant to secure all Obligations of each of the applicable Loan Documents in accordance with the terms and provisions thereof and (ii) Borrower hereby (A) agrees that, notwithstanding the effectiveness of Obligors under this Amendment, after giving effect to this AmendmentAgreement, the Loan Documents continue to be in full force Notes, the Letters of Credit and effectthe other Facility Documents, (B) agrees that including, without limitation, all liabilities and obligations under the Loans as herein modified and increased and all of the Liens Letter of Credit Obligations. Each of the Obligors hereby expressly grants, bargains, conveys, assigns, transfers, mortgages, hypothecates, pledges and grants a continuing security interests created interest to the Administrative Agent in all right, title and arising interest of such Obligor in and to the "Collateral" as defined in each of the Security Agreement, the Intellectual Property Security Agreement and the Pledge Agreement. All references to "Note" or "Notes" in any Facility Document shall be deemed to be to the Notes issued hereunder. All references to "Loan" or "Loans" in any Facility Document shall be deemed to be to the Loans incurred hereunder. All references to "Commitment" or "Commitments" in any Facility shall be deemed to be to the Commitments granted hereunder. All references to "Secured Obligations" in any Facility Document shall be deemed to include all liabilities and obligations under the Loan Documents remain in full force Loans as herein modified and effect on a continuous basis, increased and all of the perfected status Letter of Credit Obligations. Each of the Obligors further acknowledges and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms reaffirms all of its obligations, liabilities other respective obligations and indebtedness duties under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Facility Documents to secure such Secured Obligations, all as provided in the Loan Documents, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Agreement and the other Loan Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment)which it is a party.

Reaffirmation. By executing and delivering a counterpart hereof, (i) the Borrower and the Subsidiary Guarantors party hereto hereby agrees agree that all Advances Loans incurred by ▇▇▇▇▇▇▇▇ the Borrower and the Incremental Revolving Commitments shall be guaranteed pursuant to the Guarantee and Collateral Agreement in accordance with the terms and provisions thereof and shall be secured by the Collateral pursuant to the applicable Loan Security Documents in accordance with the terms and provisions thereof and (ii) each of the Borrower and the Subsidiary Guarantors party hereto hereby (A) agrees that, notwithstanding the effectiveness of this Sixth Amendment, after giving effect to this Sixth Amendment, the Loan Security Documents continue to be in full force and effect, (B) agrees that all of the Liens and security interests created and arising under the Loan Documents each Security Document remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Credit Agreement and under its guarantees in the Loan Agreement Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Sixth Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Credit Agreement and each other Loan DocumentDocument (including the Incremental Revolving Commitments), in each case after giving effect to this Sixth Amendment, including its guarantee of the Obligations and the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Security Documents to secure such Secured Obligations, all as provided in the Loan Security Documents, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Credit Agreement and the other Loan Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Sixth Amendment).

Reaffirmation. By executing and delivering a counterpart hereof, Each of the Note Parties (i) Borrower hereby agrees that all Advances incurred by ▇▇▇▇▇▇▇▇ shall be secured by consents to the Collateral modification to the Existing Indenture pursuant to this Supplemental Indenture, the applicable Loan Documents in accordance with issuance of the terms New Notes and provisions thereof each of the transactions contemplated thereby and (ii) Borrower hereby confirms its respective guarantees, pledges, grants of security interests and other obligations, as applicable, under and subject to the terms of each of the Note Documents to which it is party, and (Aiii) agrees that, notwithstanding the effectiveness of this Amendment, after giving effect to this AmendmentSupplemental Indenture, the Loan issuance of the New Notes or any of the transactions contemplated thereby, such guarantees, pledges, grants of security interests and other obligations, and the terms of each of the Note Documents to which it is a party, are not impaired or adversely affected in any manner whatsoever and shall continue to be in full force and effect, (B) agrees that effect and shall continue to guaranty and secure in accordance with their respective terms all of the Liens and security interests created and arising under Note Obligations as amended, restated, increased and/or extended pursuant to this Supplemental Indenture. In furtherance of the Loan Documents remain in full force and effect on a continuous basisforegoing, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement Note Party (a) does hereby grant to the extent provided inCollateral Agent, and subject to for the limitations and qualifications set forth inbenefit of the Secured Parties, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of a security interest in its assets all collateral (howsoever defined) described in any Security Document (other than any Security Document governed by German law that has been, or is required to be, notarized) as Collateral security for the Note Obligations, as amended, restated, increased and/or extended pursuant to this Supplemental Indenture and the Loan Documents issuance of the New Notes and (b) subject to secure such Secured Obligations, all as the guarantee limitations provided in the Loan DocumentsSubsidiary Guarantee Agreement, does hereby jointly and acknowledges severally, unconditionally, absolutely, continually and agrees that such obligations, liabilities, guarantee, pledge irrevocably guarantee to the Trustee for the benefit of the Secured Parties the payment and grant continue performance in full force and effect in respect of, and to secure, such Secured Obligations under of the Loan Agreement and the other Loan Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment)Note Obligations.

Reaffirmation. By executing and delivering a counterpart hereof, Each Loan Party hereby (i) Borrower hereby agrees that expressly reaffirms and assumes all Advances incurred by ▇▇▇▇▇▇▇▇ shall be secured by of its obligations and liabilities to Administrative Agent and the Lenders as set forth in the Credit Agreement, the Collateral Documents and the other Loan Documents (in each case, as the same have been amended by this Amendment or as otherwise amended, amended and restated, supplemented or otherwise modified) (collectively, the “Reaffirmed Documents”) and agrees to be bound by and abide by and operate and perform under and pursuant to and comply fully with all of the applicable Loan terms, conditions, provisions, agreements, representations, undertakings, warranties, indemnities, grants of security interests and covenants contained in the Reaffirmed Documents in accordance with as though such Reaffirmed Documents were being re-executed on the date hereof, except to the extent that such terms and provisions thereof expressly relate to an earlier date; and (ii) Borrower hereby (A) agrees thatacknowledges, notwithstanding the effectiveness of this Amendmentratifies, after giving effect to this Amendmentconfirms and reaffirms without condition, the Loan Documents continue to be in full force and effect, (B) agrees that all of the Liens and security interests created and arising under the Loan Documents remain in full force and effect on a continuous basisgranted to Administrative Agent, for its benefit and the perfected status and priority benefit of each such Lien and security interest continues in full force and effect on a continuous basisLenders, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Reaffirmed Documents to secure such Secured Obligations, all as provided in the Loan Documents, and acknowledges and agrees that all of such obligations, liabilities, guarantee, pledge Liens and grant security interests are intended and shall be deemed and construed to continue in full force and effect in respect of, and to secure, such Secured secure the Obligations under the Loan Agreement and the other Loan Reaffirmed Documents, as amended, restated, supplemented or otherwise modified and in each case, effect from time to the extent provided intime, and subject to all extensions, renewals, refinancing, amendments or modifications of any of the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment)foregoing.

Reaffirmation. By executing and delivering a counterpart hereof, (i) Borrower hereby agrees that all Advances incurred by ▇▇▇▇▇▇▇▇ Borrower shall be secured by the Collateral pursuant to the ny-2580624 applicable Loan Documents in accordance with the terms and provisions thereof and (ii) Borrower hereby (A) agrees that, notwithstanding the effectiveness of this Amendment, after giving effect to this Amendment, the Loan Documents continue to be in full force and effect, (B) agrees that all of the Liens and security interests created and arising under the Loan Documents remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Documents to secure such Secured Obligations, all as provided in the Loan Documents, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Agreement and the other Loan Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment).. ny-2580624

Reaffirmation. By executing and delivering a counterpart hereof, (i) each of the Borrower and the Subsidiary Guarantors party hereto hereby agrees that all Advances Loans incurred by ▇▇▇▇▇▇▇▇ the Borrower shall be guaranteed pursuant to the Guarantee and Collateral Agreement in accordance with the terms and provisions thereof and shall be secured by the Collateral pursuant to the applicable Loan Security Documents in accordance with the terms and provisions thereof and (ii) each of the Borrower and the Subsidiary Guarantors party hereto hereby (A) agrees that, notwithstanding the effectiveness of this Ninth Amendment, after giving effect to this Ninth Amendment, the Loan Security Documents continue to be in full force and effect, (B) agrees that all of the Liens and security interests created and arising under the Loan Documents each Security Document remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Credit Agreement and under its guarantees in the Loan Agreement Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Ninth Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Credit Agreement and each other Loan Document, in each case after giving effect to this Ninth Amendment, including its guarantee of the Obligations and the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Security Documents to secure such Secured Obligations, all as provided in the Loan Security Documents, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Credit Agreement and the other Loan Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Ninth Amendment).

Reaffirmation. By executing The Borrower hereby expressly acknowledges the terms of this Amendment and delivering a counterpart reaffirms, as of the date hereof, (i) Borrower hereby agrees that all Advances incurred the covenants, pledges, grants of Liens and agreements or other commitments contained in the Credit Agreement (as amended by ▇▇▇▇▇▇▇▇ shall be secured by the Collateral pursuant to the applicable Loan Documents in accordance with the terms and provisions thereof and (ii) Borrower hereby (A) agrees that, notwithstanding the effectiveness of this Amendment, ) and each other Loan Document (in each case immediately after giving effect to this AmendmentAmendment and the transactions contemplated hereby) and (ii) its grant of Liens on the Collateral to secure the Obligations as varied or increased as a result of this Amendment pursuant to the Collateral Agreement. In addition, the Borrower hereby acknowledges and agrees that, except as expressly set forth herein, (A) each Loan Documents Document shall continue to be in full force and effect, (B) agrees that all pledges, grants of Liens, covenants, agreements and other commitments by the Liens and security interests created and arising Borrower under the Loan Documents remain shall continue to be in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement shall accrue to the extent provided inbenefit of the Secured Parties and shall not be affected, and subject to impaired or discharged hereby or by the limitations and qualifications set forth in, such Loan Documents (as amended by transactions contemplated in this Amendment) and , (C) affirms nothing in this Amendment prejudices or otherwise adversely affects any power, discretion or remedy of a Lender or the Administrative Agent or any Obligation of the Borrower to a Lender or the Administrative Agent and confirms all of its obligations, liabilities (D) the Lenders and indebtedness under Administrative Agent are relying on the Loan Agreement reaffirmations in this Section 8 in continuing to provide financial accommodation to the Borrower and each other Loan Document, in each case after giving effect agreeing to enter into this Amendment, including the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Documents to secure such Secured Obligations, all as provided in the Loan Documents, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Agreement and the other Loan Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment).

Reaffirmation. By executing and delivering a counterpart hereof, Each of the Reaffirming Parties hereby: (i) Borrower consents to this Amendment and the transactions contemplated thereby and hereby confirms its guarantees, pledges, grants of security interests, acknowledgments, obligations and consents under the Guarantee and Collateral Agreement and the other Security Documents and Loan Documents to which it is a party, in each case as amended hereby. and agrees that all Advances incurred by ▇▇▇▇▇▇▇▇ shall be secured by the Collateral pursuant to the applicable Loan Documents in accordance with the terms and provisions thereof and (ii) Borrower hereby (A) agrees that, notwithstanding the effectiveness of this AmendmentAmendment and the consummation of the transactions contemplated thereby, after giving effect to this Amendmentsuch guarantees, the Loan Documents pledges, grants of security interests, acknowledgments, obligations and consents shall be, and continue to be be, in full force and effecteffect except as expressly set forth herein, (ii) ratifies the Security Documents and the other Loan Documents to which it is a party, in each case as amended hereby, (Biii) agrees confirms that all of the Liens and security interests created and arising under the Loan Security Documents remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, and having the same perfected status and priority as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement Obligations as existed prior to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including except as expressly set forth herein, (iv) agrees that each of the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Documents to secure such Secured Obligations, all as provided representations and warranties made by each Reaffirming Party in the Loan DocumentsSecurity Documents is true and correct as to it in all material respects on and as of the date hereof (unless any such representation or warranty expressly relates to a given date, in which case such representation or warranty was true and acknowledges and correct in all material respects as of such given date), and (v) agrees that such obligations, liabilities, guarantee, pledge and grant continue it shall take any action reasonably requested by the Administrative Agent in full force and order to confirm or effect in respect of, and to secure, such Secured Obligations under the Loan Agreement and the other Loan Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by intent of this Amendment)Agreement.

Reaffirmation. By executing and delivering a counterpart hereof, Each Loan Party hereby (i) Borrower hereby agrees that expressly reaffirms and assumes all Advances incurred by ▇▇▇▇▇▇▇▇ shall be secured by of its obligations and liabilities to Administrative Agent and the Lenders as set forth in the Credit Agreement, the Collateral Documents and the other Loan Documents (in each case, as the same have been amended by this Amendment or as otherwise amended, amended and restated, supplemented or otherwise modified) (collectively, the “Reaffirmed Documents”) and agrees to be bound by and abide by and operate and perform under and pursuant to and comply fully with all of the applicable Loan terms, conditions, provisions, agreements, representations, undertakings, warranties, indemnities, grants of security interests and covenants contained in the Reaffirmed Documents in accordance with as though such Reaffirmed Documents were being re-executed on the date hereof, except to the extent that such terms and provisions thereof expressly relate to an earlier date; and (ii) Borrower hereby (A) agrees thatacknowledges, notwithstanding the effectiveness of this Amendmentratifies, after giving effect to this Amendmentconfirms and reaffirms without condition, the Loan Documents continue to be in full force and effect, (B) agrees that all of the Liens and security interests created and arising under the Loan Documents remain in full force and effect on a continuous basisgranted to Administrative Agent, for its benefit and the perfected status and priority benefit of each such Lien and security interest continues in full force and effect on a continuous basisLenders, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Reaffirmed Documents to secure such Secured Obligations, all as provided in the Loan Documents, and acknowledges and agrees that all of such obligations, liabilities, guarantee, pledge Liens and grant security interests are intended and shall be deemed and construed to continue in full force and effect in respect of, and to secure, such Secured secure the Obligations under the Loan Agreement and the other Loan Reaffirmed Documents, as amended, restated, supplemented or otherwise modified and in each caseeffect from time to time, including but not limited to, the Increased Revolving Commitments and Incremental Term A Loans made by the Lenders party hereto to the extent provided inBorrower, and subject to all extensions, renewals, refinancing, amendments or modifications of any of the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment)foregoing.

Reaffirmation. By executing The parties hereto acknowledge and delivering a counterpart hereof, agree that (i) this Eighth Amendment and any other Loan Document or other document or instrument executed and delivered in connection herewith do not constitute a novation or termination of the Guaranteed Obligations of the Borrower hereby agrees that all Advances incurred by ▇▇▇▇▇▇▇▇ shall be secured by and the Collateral pursuant Subsidiary Guarantors as in effect prior to the applicable Loan Documents in accordance with the terms and provisions thereof Amendment Effective Date and (ii) such Guaranteed Obligations are in all respects continuing (as amended by this Eighth Amendment) with only the terms thereof being modified to the extent provided in this Eighth Amendment. Each of the Borrower and the Subsidiary Guarantors hereby (A) consents to the entering into of this Eighth Amendment and each of the transactions contemplated hereby, confirms its respective guarantees, pledges, grants of security interests, Liens and other obligations, as applicable, under and subject to the terms of the Security Documents to which it is a party and each of the other Loan Documents to which it is party, and agrees that, notwithstanding the effectiveness of this AmendmentEighth Amendment or any of the transactions contemplated hereby, after giving effect such guarantees, pledges, grants of security interests, Liens and other obligations, and the terms of each of the other Security Documents to this Amendment, which it is a party and each of the other Loan Documents to which it is a party, are not impaired or affected in any manner whatsoever and shall continue to be in full force and effecteffect and shall continue to secure all Guaranteed Obligations, (B) agrees that all as amended, reaffirmed and modified pursuant to this Eighth Amendment or any of the Liens and security interests created and arising under the Loan Documents remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Documents to secure such Secured Obligations, all as provided in the Loan Documents, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Agreement and the other Loan Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment).transactions contemplated thereby

Reaffirmation. By executing and delivering a counterpart hereof, (i) Borrower each Credit Party hereby agrees that that, as of the Second Amendment Effective Date and after giving effect to this Second Amendment, all Advances incurred by ▇▇▇▇▇▇▇▇ Obligations of the Parent Borrower shall be secured by the Collateral guaranteed pursuant to the applicable Loan Documents Guaranty in accordance with the terms and provisions thereof and shall be secured pursuant to the Security Documents in accordance with the terms and provisions thereof; (ii) Borrower each Credit Party hereby (A) agrees that, notwithstanding the effectiveness of this Second Amendment, as of the Second Amendment Effective Date and after giving effect to this Second Amendment, the Loan Security Documents continue to be in full force and effect, (B) agrees as of the Second Amendment Effective Date that all of the Liens and security interests created and arising under the Loan Documents each Security Document remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness Obligations under the Loan Agreement to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendmentmodified hereby) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of which it is a security interest in its assets as Collateral pursuant to the Loan Documents to secure such Secured Obligations, all as provided in the Loan Documents, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Agreement and the other Loan Documentsparty, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Second Amendment) and (C) as of the Second Amendment Effective Date, affirms and confirms all of its obligations and liabilities under the Credit Agreement (as modified hereby) and each other Loan Document (including this Second Amendment), in each case, after giving effect to this Second Amendment, including its guarantee of the Obligations and the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Security Documents to secure such Obligations, all as provided in the Security Documents, and acknowledges and agrees that as of the Second Amendment Effective Date such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Obligations under the Credit Agreement (as modified hereby) and the other Loan Documents, in each case after giving effect to this Second Amendment; and (iii) each Guarantor agrees that nothing in the Credit Agreement, this Second Amendment or any other Loan Document shall be deemed to require the consent of such Guarantor to any future amendment to the Credit Agreement.

Reaffirmation. By executing Other than with respect to the Specified Mortgage Releases, the parties hereto acknowledge and delivering a counterpart hereof, agree that (i) this Sixth Amendment and any other Loan Document or other document or instrument executed and delivered in connection herewith do not constitute a novation or termination of the Guaranteed Obligations of the Borrower hereby agrees that all Advances incurred by ▇▇▇▇▇▇▇▇ shall be secured by and the Collateral pursuant Subsidiary Guarantors as in effect prior to the applicable Loan Documents in accordance with the terms and provisions thereof Amendment Effective Date and (ii) such Guaranteed Obligations are in all respects continuing (as amended by this Sixth Amendment) with only the terms thereof being modified to the extent provided in this Sixth Amendment. Other than with respect to the Specified Mortgage Releases, each of the Borrower and the Subsidiary Guarantors hereby (A) consents to the entering into of this Sixth Amendment and each of the transactions contemplated hereby, confirms its respective guarantees, pledges, grants of security interests, Liens and other obligations, as applicable, under and subject to the terms of the Security Documents to which it is a party and each of the other Loan Documents to which it is party, and agrees that, notwithstanding the effectiveness of this AmendmentSixth Amendment or any of the transactions contemplated hereby, after giving effect such guarantees, pledges, grants of security interests, Liens and other obligations, and the terms of each of the other Security Documents to this Amendment, which it is a party and each of the other Loan Documents to which it is a party, are not impaired or affected in any manner whatsoever and shall continue to be in full force and effecteffect and shall continue to secure all Guaranteed Obligations, (B) agrees that all as amended, reaffirmed and modified pursuant to this Sixth Amendment or any of the Liens and security interests created and arising under the Loan Documents remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Documents to secure such Secured Obligations, all as provided in the Loan Documents, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Agreement and the other Loan Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment)transactions contemplated thereby.

Reaffirmation. By executing and delivering a counterpart hereof, (i) Borrower each Credit Party hereby agrees that that, as of the Second Amendment Effective Date and after giving effect to this Second Amendment, all Advances incurred by ▇▇▇▇▇▇▇▇ Obligations of the Borrower shall be secured by the Collateral guaranteed pursuant to the applicable Loan Documents Guaranty in accordance with the terms and provisions thereof and shall be secured pursuant to the Collateral Documents in accordance with the terms and provisions thereof; (ii) Borrower each Credit Party hereby (A) agrees that, notwithstanding the effectiveness of this Second Amendment, as of the Second Amendment Effective Date and after giving effect to this Second Amendment, the Loan Collateral Documents continue to be in full force and effect, (B) agrees as of the Second Amendment Effective Date that all of the Liens and security interests created and arising under the Loan Documents each Collateral Document remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness Obligations under the Loan Agreement Credit Documents (as modified hereby) to which it is a party, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Credit Documents (as amended by this Second Amendment) and (C) as of the Second Amendment Effective Date affirms and confirms all of its obligations, obligations and liabilities and indebtedness under the Loan Credit Agreement (as modified hereby) and each other Loan DocumentCredit Document (including this Second Amendment), in each case after giving effect to this Second Amendment, including its guarantee of the Obligations and the pledge of and/or grant of a security interest in its assets as constituting Collateral pursuant to the Loan Collateral Documents to secure such Secured Obligations, all as provided in the Loan Collateral Documents, and acknowledges and agrees that as of the Second Amendment Effective Date such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Credit Agreement (as modified hereby) and the other Loan Credit Documents, in each casecase after giving effect to this Second Amendment; and (iii) each Guarantor agrees that nothing in the Credit Agreement, this Second Amendment or any other Credit Document shall be deemed to require the consent of such Guarantor to any future amendment to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment)Credit Agreement.

Reaffirmation. By executing signing this Agreement, each Loan Party and delivering each Pledgor hereby confirms that this Agreement shall not effect a counterpart hereofnovation of any of the obligations of the Loan Parties under the Existing Credit Agreement, which obligations continue in full force and effect as set forth in the Second Amended Credit Agreement, and each Loan Party and each Pledgor acknowledges and confirms that (a) the obligations of the Loan Parties under the Existing Credit Agreement as modified or supplemented hereby (including with respect to the Revolving Loans contemplated by this Agreement) and the other Loan Documents (i) Borrower hereby agrees that all Advances incurred by ▇▇▇▇▇▇▇▇ shall be secured by are entitled to the benefits of the guarantees, pledge of and/or grant of the security interests set forth or created in the Collateral pursuant to Documents and the applicable other Loan Documents in accordance with the terms and provisions thereof and Documents, (ii) Borrower hereby constitute “Obligations” and “Secured Obligations” or other similar term for purposes of the Second Amended Credit Agreement, the Collateral Documents and all other Loan Documents, (Aiii) agrees that, notwithstanding the effectiveness of this Amendment, after giving effect to this Amendmentthe terms hereof, the Collateral Documents and the other Loan Documents are, and shall continue to be, in full force and effect and are hereby ratified and confirmed in all respects and (b) each Revolving Credit Lender shall be a “Secured Party” and a “Lender” (including without limitation for purposes of the definition of “Required Lenders” contained in Section 1.01 of the Second Amended Credit Agreement) for all purposes of the Amended Credit Agreement and the other Loan Documents. Each Loan Party and each Pledgor ratifies and confirms that all Liens granted, conveyed, or assigned to the Administrative Agent by such Person pursuant to any Loan Document to which it is a party remain in full force and effect, (B) agrees that all are not released or reduced, and continue to secure full payment and performance of the Liens and security interests created and arising under the Loan Documents remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, Obligations as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Documents to secure such Secured Obligations, all as provided in the Loan Documents, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Agreement and the other Loan Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment)increased hereby.

Reaffirmation. By executing and delivering a counterpart hereof, Each Loan Party hereby (i) Borrower hereby agrees that expressly reaffirms and assumes all Advances incurred by ▇▇▇▇▇▇▇▇ shall be secured by of its obligations and liabilities to Administrative Agent and the Lenders as set forth in the Credit Agreement, the Collateral Documents and the other Loan Documents (in each case, as the same have been amended by this Amendment or as otherwise amended, amended and restated, supplemented or otherwise modified) (collectively, the “Reaffirmed Documents”) and agrees to be bound by and abide by and operate and perform under and pursuant to and comply fully with all of the applicable Loan terms, conditions, provisions, agreements, representations, undertakings, warranties, indemnities, grants of security interests and covenants contained in the Reaffirmed Documents in accordance with as though such Reaffirmed Documents were being re-executed on the date hereof, except to the extent that such terms and provisions thereof expressly relate to an earlier date; and (ii) Borrower hereby (A) agrees thatacknowledges, notwithstanding the effectiveness of this Amendmentratifies, after giving effect to this Amendmentconfirms and reaffirms without condition, the Loan Documents continue to be in full force and effect, (B) agrees that all of the Liens and security interests created and arising under the Loan Documents remain in full force and effect on a continuous basisgranted to Administrative Agent, for its benefit and the perfected status and priority benefit of each such Lien and security interest continues in full force and effect on a continuous basisLenders, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Reaffirmed Documents to secure such Secured Obligations, all as provided in the Loan Documents, and acknowledges and agrees that all of such obligations, liabilities, guarantee, pledge Liens and grant security interests are intended and shall be deemed and construed to continue in full force and effect in respect of, and to secure, such Secured secure the Obligations under the Loan Agreement and the other Loan Reaffirmed Documents, as amended, restated, supplemented or otherwise modified and in each caseeffect from time to time, to including but not limited to, the extent provided inIncreased Revolving Commitments and all extensions, and subject to renewals, refinancing, amendments or modifications of any of the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment)foregoing.

Reaffirmation. By executing The parties hereto acknowledge and delivering a counterpart hereof, agree that (i) this Tenth Amendment and any other Loan Document or other document or instrument executed and delivered in connection herewith do not constitute a novation or termination of the Guaranteed Obligations of the Borrower hereby agrees that all Advances incurred by ▇▇▇▇▇▇▇▇ shall be secured by and the Collateral pursuant Subsidiary Guarantors as in effect prior to the applicable Loan Documents in accordance with the terms and provisions thereof Amendment Effective Date and (ii) such Guaranteed Obligations are in all respects continuing (as amended by this Tenth Amendment) with only the terms thereof being modified to the extent provided in this Tenth Amendment. Each of the Borrower and the Subsidiary Guarantors hereby (A) consents to the entering into of this Tenth Amendment and each of the transactions contemplated hereby, confirms its respective guarantees, pledges, grants of security interests, Liens and other obligations, as applicable, under and subject to the terms of the Security Documents to which it is a party and each of the other Loan Documents to which it is party, and agrees that, notwithstanding the effectiveness of this AmendmentTenth Amendment or any of the transactions contemplated hereby, after giving effect such guarantees, pledges, grants of security interests, Liens and other obligations, and the terms of each of the other Security Documents to this Amendment, which it is a party and each of the other Loan Documents to which it is a party, are not impaired or affected in any manner whatsoever and shall continue to be in full force and effecteffect and shall continue to secure all Guaranteed Obligations, (B) agrees that all as amended, reaffirmed and modified pursuant to this Tenth Amendment or any of the Liens and security interests created and arising under the Loan Documents remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Documents to secure such Secured Obligations, all as provided in the Loan Documents, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Agreement and the other Loan Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment)transactions contemplated thereby.

Reaffirmation. By executing The parties hereto acknowledge and delivering a counterpart hereof, agree that (i) Borrower hereby agrees that all Advances incurred by ▇▇▇▇▇▇▇▇ shall be secured by this Fifteenth Amendment and any other Loan Document or other document or instrument executed and delivered in connection herewith do not constitute a novation or termination of the Collateral pursuant Guaranteed Obligations of the Borrowers and the Subsidiary Guarantors as in effect prior to the applicable Loan Documents in accordance with the terms and provisions thereof Amendment Effective Date and (ii) Borrower such Guaranteed Obligations are in all respects continuing (as amended by this Fifteenth Amendment) with only the terms thereof being modified to the extent provided in this Fifteenth Amendment. Each of the Borrowers and the Subsidiary Guarantors hereby (A) consents to the entering into of this Fifteenth Amendment and each of the transactions contemplated hereby, confirms its respective guarantees, pledges, grants of security interests, Liens and other obligations, as applicable, under and subject to the terms of the Security Documents to which it is a party and each of the other Loan Documents to which it is party, and agrees that, notwithstanding the effectiveness of this AmendmentFifteenth Amendment or any of the transactions contemplated hereby, after giving effect such guarantees, pledges, grants of security interests, Liens and other obligations, and the terms of each of the other Security Documents to this Amendment, which it is a party and each of the other Loan Documents to which it is a party, are not impaired or affected in any manner whatsoever and shall continue to be in full force and effecteffect and shall continue to secure all Guaranteed Obligations, (B) agrees that all as amended, reaffirmed and modified pursuant to this Fifteenth Amendment or any of the Liens and security interests created and arising under the Loan Documents remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Documents to secure such Secured Obligations, all as provided in the Loan Documents, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Agreement and the other Loan Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment)transactions contemplated thereby.

Reaffirmation. By executing The parties hereto acknowledge and delivering a counterpart hereof, agree that (i) this Eleventh Amendment and any other Loan Document or other document or instrument executed and delivered in connection herewith do not constitute a novation or termination of the Guaranteed Obligations of the Borrower hereby agrees that all Advances incurred by ▇▇▇▇▇▇▇▇ shall be secured by and the Collateral pursuant Subsidiary Guarantors as in effect prior to the applicable Loan Documents in accordance with the terms and provisions thereof Amendment Effective Date and (ii) such Guaranteed Obligations are in all respects continuing (as amended by this Eleventh Amendment) with only the terms thereof being modified to the extent provided in this Eleventh Amendment. Each of the Borrower and the Subsidiary Guarantors hereby (A) consents to the entering into of this Eleventh Amendment and each of the transactions contemplated hereby, confirms its respective guarantees, pledges, grants of security interests, Liens and other obligations, as applicable, under and subject to the terms of the Security Documents to which it is a party and each of the other Loan Documents to which it is party, and agrees that, notwithstanding the effectiveness of this AmendmentEleventh Amendment or any of the transactions contemplated hereby, after giving effect such guarantees, pledges, grants of security interests, Liens and other obligations, and the terms of each of the other Security Documents to this Amendment, which it is a party and each of the other Loan Documents to which it is a party, are not impaired or affected in any manner whatsoever and shall continue to be in full force and effecteffect and shall continue to secure all Guaranteed Obligations, (B) agrees that all as amended, reaffirmed and modified pursuant to this Eleventh Amendment or any of the Liens and security interests created and arising under the Loan Documents remain in full force and effect on a continuous basis, and the perfected status and priority of each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Loan Documents to secure such Secured Obligations, all as provided in the Loan Documents, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Agreement and the other Loan Documents, in each case, to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment).transactions contemplated thereby

Reaffirmation. By executing and delivering a counterpart hereofSubject to any limitation set forth in any Loan Document, each Loan Party hereby (i) Borrower hereby agrees that ratifies and reaffirms all Advances incurred by ▇▇▇▇▇▇▇▇ shall be secured by of its payment and performance obligations, contingent or otherwise, under each of the Collateral pursuant to the applicable Loan Documents in accordance with the terms and provisions thereof and to which it is a party, (ii) Borrower hereby (A) agrees that, notwithstanding the effectiveness of this Amendment, after giving effect to this Amendment, the Loan Documents continue to be in full force ratifies and effect, (B) agrees that all of the Liens and security interests created and arising under the Loan Documents remain in full force and effect on a continuous basis, and the perfected status and priority of reaffirms each such Lien and security interest continues in full force and effect on a continuous basis, unimpaired, uninterrupted and undischarged, as collateral security for its obligations, liabilities and indebtedness under the Loan Agreement to the extent provided in, and subject to the limitations and qualifications set forth in, such Loan Documents (as amended by this Amendment) and (C) affirms and confirms all of its obligations, liabilities and indebtedness under the Loan Agreement and each other Loan Document, in each case after giving effect to this Amendment, including the pledge of and/or grant of a lien on, or security interest in in, its assets as Collateral property made pursuant to the Loan Documents (including, without limitation, the grant of security made by such Loan Party pursuant to the Security Documents) and confirms that such liens and security interests continue to secure such Secured Obligations, all as provided in the Loan Documents, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Secured Obligations under the Loan Agreement and Documents as amended and/or supplemented hereby (including, without limitation, all Obligations resulting from or incurred pursuant to the other Loan Documents2018 Extended Revolving Credit Commitments and/or the 2018 Extended Revolving Credit Loans, in each case, to the extent provided in, as amended hereby and subject to the limitations terms thereof and qualifications set forth in(iii) in the case of each Guarantor, such Loan Documents (ratifies and reaffirms its guaranty of the Obligations as amended by this Amendment)hereby (including, without limitation, all Obligations resulting from or incurred pursuant to the 2018 Extended Revolving Credit Commitments and/or the 2018 Extended Revolving Credit Loans, in each case, as amended hereby) pursuant to the Facility Guaranty.